Setup Error Appears During an Upgrade from Windows 98 or Windows Me to Windows XP

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This article was previously published under Q313041

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SYMPTOMS

While you are upgrading your computer from Windows 98 or Windows Millennium Edition (Me) to Windows XP, you may receive the following error message:

Setup has disabled the upgrade option, could not load the file D:\i386\Win9xupg\W95upg.dll. Setup cannot continue, because this version can only install as an upgrade.

RESOLUTION

To attempt to resolve this issue, try one or both of the following procedures:

Perform a clean boot of Windows 98 or Windows Me, and try again to run Setup. For additional information about how to clean boot a Windows 98- or Windows Me-based computer, refer to the following articles in the Microsoft Knowledge Base:
192926 (http://support.microsoft.com/kb/192926/EN-US/ ) How to Perform Clean-Boot Troubleshooting for Windows 98
267288 (http://support.microsoft.com/kb/267288/EN-US/ ) How to Perform a Clean Boot in Windows Millennium Edition
Copy the i386 folder from the Windows XP CD-ROM to the hard disk, and then run Setup manually:
1. Click the Start button, point to Programs, and then click Windows Explorer.
2. Browse to, and then click, the CD-ROM or DVD-ROM drive.
3. Drag the i386 folder from the CD-ROM or DVD-ROM drive to drive C.
4. Click drive C, and then double-click the i386 folder.
5. Double-click Winnt32.exe, and then follow the on-screen instructions to install Windows XP Home Edition.
6. If Setup stops again, boot into Safe mode, and then try this procedure again.